PRELIMINARY INFORMATION: NO PURCHASE NECESSARY. A purchase will not improve your chances of winning. Void where prohibited. The “Beautiful Friendship” Sweepstakes (“Sweepstakes”) will begin on August 30, 2010 at 12:01:01 AM ET and end on September 17, 2010 at 11:59:59 PM ET (“Sweepstakes Period”). All times in the Sweepstakes refer to Eastern Time (“ET”). Sweepstakes is subject to all applicable federal, state and local laws.

ELIGIBILITY: Open only to permanent, legal U.S. residents who are physically residing in one of the 50 United States or the District of Columbia (excluding Puerto Rico, Guam, the U.S Virgin Islands and other United States territories), and who are 18 years of age or older. Officers, directors, and employees of Sweepstakes Entities (as defined below), members of these persons’ immediate families (spouses and/or parents, children, and siblings, and their spouses, regardless of where they reside), and/or persons living in the same households as these persons (whether or not related thereto) are not eligible to enter or win the Sweepstakes. Sweepstakes Entities, as referenced herein, will include Sponsor (as defined below), ABC, Inc. d/b/a Walt Disney Studios Motion Pictures (“Prize Provider”), Interactive One, LLC (“Sweepstakes Administrator”) and their respective parent, subsidiary, and affiliate companies, and administrative, advertising, and promotion agencies, and any other entity involved in the development, administration, promotion, or implementation of the Sweepstakes.

HOW TO ENTER: To enter the Sweepstakes, during the Sweepstakes Period log on to http://www.hellobeautiful.com/ (the “Website”), and follow the provided instructions to complete and submit the entry form. As part of the entry, you will also be required to submit a photo (the “Photo”) and a short written description (three hundred fifty (350) words or less) of your “Beautiful Friendship” (“Statement”). The Photo must embody this theme. The photo should be a personal photograph, taken by you or of you for which you have permission to post. Photos of copyrighted material will be ineligible. You must have written permission of any person whose physical likeness or voice appears in the Photo or the Statement and the Photo must not depict any copyrighted materials or trademarks that you do not have permission to depict nor should the Statement mention any trademarks. You may submit the Photo and Statement online according to the provided instructions on the Website and the Statement must be submitted in the English language. All entries become the property of Interactive One, LLC, 205 Hudson Street, 6th Floor, New York, New York, 10013, and will not be acknowledged or returned.

You must submit the Photo and Statement (collectively, “Submission”) as part of your entry to enter and be eligible for the Sweepstakes. Your Submission must be original (that is taken by, and recorded by you). You must have the permission of any person that you identify, otherwise refer to or who participates in your Submission. By entering the Sweepstakes, entrants grant the Sweepstakes Entities the non-exclusive, royalty-free, and irrevocable rights to use, reproduce, copy, publish, display, distribute, perform, translate, adapt, modify, and otherwise exploit the Photo or Statement and to incorporate the Submission in other works in any and all markets and media worldwide in perpetuity. entrants warrant that they have the sole and exclusive right to grant such rights to Sweepstakes Administrator and that the Sweepstakes Administrator’s reproduction, publishing, displaying, and/or other use of the Submissions will not infringe on any rights of third parties, including, without limitation, copyright, trademark, privacy, or publicity, or create claims for defamation, false light, idea misappropriation, intentional or negligent infliction of emotional distress, or breach of contract. If any Submissions contain material that is violent, pornographic, obscene, illegal, inappropriate, or racially or morally offensive or if any Submissions do not comply with these Official Rules or meet Sweepstakes Administrator’s standards for any reason, as determined by Sweepstakes Administrator in its sole discretion, such Submissions (and the related entries) may be rejected as ineligible for consideration. Entries must comply with all applicable laws, rules, and regulations. Sweepstakes Administrator has no obligation to copy, publish, display, or otherwise exploit the Submissions.

Entries must be received before September 17, 2010 at 11:59:59 PM ET to be eligible for the Sweepstakes. Sweepstakes Administrator’s computer will be the official timekeeper for all matters related to this Sweepstakes. One entry per person during the Sweepstakes Period. Multiple entries received from any person or email address beyond this limit will void all such additional entries. Entries generated by a script, macro, or other automated means will be disqualified. Entries that are incomplete, garbled, corrupted, or unintelligible for any reason, including, but not limited to, computer or network malfunction or congestion, are void and will not be accepted. In case of a dispute over the identity of an entrant, the authorized account holder of the email address used to enter will be deemed to be the entrant. “Authorized account holder” is defined as the person who is assigned to an email address by an Internet access provider, online service provider or other organization that is responsible for assigning email addresses for the domain associated with the submitted email address. Entry constitutes permission (except where prohibited by law) for Sweepstakes Entities and their assigns to use entrant’s name, city, state, likeness, image, and/or voice for purposes of advertising, promotion, and publicity in any and all media now or hereafter known, throughout the world in perpetuity, without additional compensation, notification, permission, or approval.

PROCEDURES: Entries will only be accepted during the Sweepstakes Period. On or about September 20, 2010, in a random drawing, Sweepstakes Administrator will select a potential winner from all eligible entries received. Odds of winning depend on the number of eligible entries received. The potential Grand Prize Winner will be required to execute and return an affidavit of eligibility, release of liability, and, except where prohibited, publicity release within three days of such notification.

Sweepstakes Administrator will notify the potential winner by e-mail, on or about September 20, 2010.

GRAND PRIZE: The Grand Prize consists of the following: (1) a trip for winner and one guest (“Guest”) to Greenwood, Mississippi to the set of the filming of The Help (“Trip”); and (2) one Flip MinoHD camera. The Trip consists of the following elements, all as determined by Sweepstakes Administrator and Prize Provider, in their sole discretion: (a) round-trip coach class air transportation for Grand Prize Winner and Guest from a major U.S. gateway airport nearest Grand Prize Winner’s residence to one of the major airports nearest Greenwood, Mississippi; (b) three days and two nights hotel accommodations (standard room, double occupancy) at a hotel chosen by Sweepstakes Administrator in its sole discretion); (c) $100 to be awarded as a check or in some other form as determined by Sweepstakes Administrator in its sole discretion; (d) a visit to the set of the filming of The Help, ground transportation provided, with the chance to meet talent and filmmakers, and; (e) a Featured Blogger login, provided by HelloBeautiful.com, for the winner to submit two posts that documents their on-set experience.

Estimated Retail Value (“ERV”) of the Grand Prize is $2,000.

Actual Grand Prize value may vary depending upon the actual cost of air transportation from point of departure at time of reservation. Sweepstakes Administrator will furnish an Internal Revenue Service Form 1099 to Grand Prize Winner for the final actual value of the Grand Prize for the tax year in which the Grand Prize was used. The value of Grand Prize represents Sweepstakes Administrator’s good faith determination of the maximum retail value thereof. For Form 1099 reporting purposes, Grand Prize Winner will be bound by such good faith determination.

Travel dates will be scheduled to occur before October 11, 2010. If Grand Prize Winner is unable to travel during the dates specified by Sweepstakes Administrator, Grand Prize will be forfeited and Sweepstakes Administrator may, in its sole discretion award Grand Prize to an alternate Grand Prize Winner selected from among all remaining eligible entries. Travel and hotel arrangements will be determined by Prize Provider in its sole discretion. Neither transportation nor accommodations in Greenwood will be included in the Grand Prize for any winner who lives within a 50 mile radius of Greenwood. Sweepstakes Administrator and Prize Provider, in their sole discretion, may substitute ground transportation for airfare if the Grand Prize Winner lives within a 100 mile radius of Greenwood, Mississippi. Once determined, no change, extension, or substitution of travel dates and/or times is permitted, except by Sweepstakes Administrator in its sole discretion. Grand Prize Winner and Guest must travel together on the same itinerary. Grand Prize consists only of the elements set forth above. No other travel elements (including, without limitation, ground transportation (except as listed above), insurance, gasoline, meals, gratuities, incidentals, and souvenirs) are included in Grand Prize. All taxes and fees assessed at the time of ticketing are the responsibility of Grand Prize Winner.

Tickets are non-refundable. Reservations are subject to availability. Tickets are not valid for business-related or group travel. Tickets are valid only for travel on airline chosen by Sweepstakes Administrator and Prize Provider in their sole discretion. A Saturday night stay-over may be required. Tickets will be issued only to Grand Prize Winner and Guest. Tickets are void if sold for cash or other consideration. Grand Prize Winner is responsible for any tax liability (including applicable departure taxes or fees, including baggage fees), inspection charges, and security charges. Once issued, tickets are non-transferable and may not be reissued once travel has commenced. Open tickets may not be issued and stopovers are not permitted. Grand Prize Winner and Guest must have valid travel documents (e.g., valid, government-issued photo identification and/or passport) prior to departure. Failure to do so will result in forfeiture of Grand Prize. Sweepstakes Administrator and Prize Provider will have no responsibility or liability for cancellations, delays, or any other change by any company or person providing any element of Grand Prize due to reasons beyond Sweepstakes Administrator’s or Prize Provider’s control, and are not responsible or liable for any expenses incurred as a consequence thereof. Travel may not be combined with any other offer and may not qualify for frequent flyer miles or hotel points. All travel will be at the risk of Grand Prize Winner and Guest. Sweepstakes Administrator and Prize Provider will not replace any lost or stolen tickets, vouchers, or certificates. All elements of Grand Prize must be redeemed at the same time. In the event of an act of God or an unforeseen, uncontrollable event, Sweepstakes Administrator and Prize Provider reserve the right to reschedule all travel for a later date. If Grand Prize Winner chooses to travel without a Guest, the remaining elements of Grand Prize will be awarded and will constitute full satisfaction of Sweepstakes Administrator’s Grand Prize obligation to Grand Prize Winner and no additional compensation will be awarded. Guest, if any, will be required to execute and return a release of liability and, except where prohibited, a publicity release (collectively, “Guest Documents”), which must be returned with the Sweepstakes Documents, or Guest portion of Grand Prize will be forfeited. Guest must be 18 years of age or older and of the age of majority in their state of residence as of the start of the Sweepstakes Period.

Sweepstakes Administrator will determine all details of Prizes in its sole discretion. Prizes will be awarded “as is” with no warranty or guarantee, either express or implied by Sweepstakes Administrator. Gift cards are subject to certain terms and conditions as specified by issuer. Sweepstakes Administrator reserves the right to substitute a similar Prize (or Prize element) of comparable or greater value. All taxes and other expenses, costs, or fees associated with the acceptance and/or use of Prize are the sole responsibility of Winner. Prize cannot be transferred by Winner or redeemed for cash and is valid only for the items detailed above, with no substitution of Prize by Winner. If Sweepstakes Administrator’s notification e-mail to the potential Grand Prize Winner is returned as undeliverable three times or if Prize is unclaimed within three days after notification from Sweepstakes Administrator, as determined by Sweepstakes Administrator in its sole discretion, it will be forfeited, and time permitting, an alternate Winner may be selected from the remaining eligible entries at Sweepstakes Administrator’s sole discretion.

CONDITIONS: By entering the Sweepstakes, each entrant agrees for entrant and for entrant’s heirs, executors, and administrators (a) to release and hold harmless Sweepstakes Entities and their respective officers, directors, and employees (collectively, “Released Parties”) from any liability, illness, injury, death, loss, litigation, or damage that may occur, directly or indirectly, whether caused by negligence or not, from such entrant’s participation in the Sweepstakes and/or his/her acceptance, possession, use, or misuse of Prize or any portion thereof (including any travel related thereto); (b) to indemnify Released Parties from any and all liability resulting or arising from the Sweepstakes and to hereby acknowledge that Released Parties have neither made nor are in any manner responsible or liable for any warranty, representation, or guarantee, express or implied, in fact or in law, relative to Prizes, including express warranties provided exclusively by Prize supplier that are sent along with Prizes; (c) if selected as a Winner, to the posting of such entrant’s name on the Website and the use by Released Parties of such name, voice, image, and/or likeness for publicity, promotional, and advertising purposes in any and all media now or hereafter known, throughout the world in perpetuity, without additional compensation, notification, permission, or approval, and, upon request, to the giving of consent, in writing, to such use; (d) the Released Parties are not responsible for claims, injuries, losses or damages of any kind resulting, in whole or in part, directly or indirectly, from the awarding, delivery, acceptance, use, misuse, possession, loss or misdirection of the Grand Prize or participation in this Sweepstakes or in any activity related thereto and (e) to be bound by these Official Rules and to waive any right to claim any ambiguity or error therein or in the Sweepstakes itself, and to be bound by all decisions of the Sweepstakes Administrator, which are binding and final. Failure to comply with these conditions may result in disqualification from the Sweepstakes at Sweepstakes Administrator’s sole discretion.

ADDITIONAL TERMS: Sweepstakes Administrator reserves the right to permanently disqualify from any promotion any person it believes has intentionally violated these Official Rules. Any attempt to deliberately damage the Sweepstakes or the operation thereof is unlawful and subject to legal action by Sweepstakes Administrator, who may seek damages to the fullest extent permitted by law. The failure of Sweepstakes Administrator to comply with any provision of these Official Rules due to an act of God, hurricane, war, fire, riot, earthquake, terrorism, act of public enemies, actions of governmental authorities outside of the control of Sweepstakes Administrator (excepting compliance with applicable codes and regulations), or other “force majeure” event will not be considered a breach of these Official Rules. Released Parties assume no responsibility for any injury or damage to entrants’ or to any other person’s computer relating to or resulting from entering or downloading materials or software in connection with the Sweepstakes. Released Parties are not responsible for telecommunications, network, electronic, technical, or computer failures of any kind; for inaccurate transcription of entry information; for errors in any promotional or marketing materials or in these Official Rules; for any human or electronic error; or for entries that are stolen, misdirected, garbled, delayed, lost, late, damaged, or returned. Sweepstakes Administrator reserves the right to cancel, modify, or suspend the Sweepstakes or any element thereof (including, without limitation, these Official Rules) without notice in any manner and for any reason (including, without limitation, in the event of any unanticipated occurrence that is not fully addressed in these Official Rules). In the event of cancellation, modification, or suspension, Sweepstakes Administrator reserves the right to select the Grand Prize Winner from among all eligible, non-suspect entries received prior to the time of the event warranting such cancellation, modification, or suspension. Notice of such cancellation, modification, or suspension will be posted at Website. Sweepstakes Administrator may prohibit any entrant or potential entrant from participating in the Sweepstakes, if such entrant or potential entrant shows a disregard for these Official Rules; acts with an intent to annoy, abuse, threaten, or harass any other entrant, Sweepstakes Administrator, or Sweepstakes Administrator’s agents or representatives; or behaves in any other disruptive manner (as determined by Sweepstakes Administrator in its sole discretion). Sweepstakes Administrator reserves the right to modify these rules for clarification purposes without materially affecting the terms and conditions of the Sweepstakes.

DISPUTES: THE SWEEPSTAKES IS GOVERNED BY, AND WILL BE CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK, AND THE FORUM AND VENUE FOR ANY DISPUTE SHALL BE IN NEW YORK, NEW YORK. IF THE CONTROVERSY OR CLAIM IS NOT OTHERWISE RESOLVED THROUGH DIRECT DISCUSSIONS OR MEDIATION, IT SHALL THEN BE RESOLVED BY FINAL AND BINDING ARBITRATION ADMINISTERED BY JUDICIAL ARBITRATION AND MEDIATION SERVICES, INC., IN ACCORDANCE WITH ITS STREAMLINED ARBITRATION RULES AND PROCEDURES OR SUBSEQUENT VERSIONS THEREOF (“JAMS RULES”). THE JAMS RULES FOR SELECTION OF AN ARBITRATOR WILL BE FOLLOWED, EXCEPT THAT THE ARBITRATOR WILL BE EXPERIENCED AND LICENSED TO PRACTICE LAW IN NEW YORK. ALL PROCEEDINGS BROUGHT PURSUANT TO THIS PARAGRAPH WILL BE CONDUCTED IN THE COUNTY OF NEW YORK. THE REMEDY FOR ANY CLAIM WILL BE LIMITED TO ACTUAL DAMAGES, AND IN NO EVENT WILL ANY PARTY BE ENTITLED TO RECOVER PUNITIVE, EXEMPLARY, CONSEQUENTIAL, OR INCIDENTAL DAMAGES, INCLUDING ATTORNEY’S FEES OR OTHER SUCH RELATED COSTS OF BRINGING A CLAIM, OR TO RESCIND THIS AGREEMENT OR SEEK INJUNCTIVE OR ANY OTHER EQUITABLE RELIEF.